Hunter Douglas, WHP Global, PlayAGS break; Dodge Construction, Amentum changes surface

By Sara Rosenberg

New York, Feb. 9 – Hunter Douglas moved some funds between its U.S. and euro term loans, finalized spreads and removed some step-downs, and then the U.S. term loan made its way into the secondary market on Wednesday.

Also, WHP Global (WH Borrower LLC) set the original issue discount on its term loan B at the wide side of guidance and revised the call protection before breaking for trading, and PlayAGS Inc.’s (AP Gaming I LLC) first-lien term loan freed up as well.

In more happenings, Dodge Construction Network (Dodge Data & Analytics LLC) firmed spreads on its first- and second-lien term loans at the high end of talk, modified CSA, sweetened the issue price and call protection on the first-lien tranche, and made changes to documentation.

Furthermore, Amentum Holdings LLC increased the size of its incremental first-lien term loan and trimmed pricing, Safe Fleet released price talk with launch, and Press Ganey (Azalea TopCo Inc.) and Laureate Education emerged with new-deal plans.

Hunter Douglas modified

Hunter Douglas increased its U.S. seven-year term loan B to $3.5 billion from $3.1 billion and set pricing at SOFR plus 350 basis points, the low end of the SOFR plus 350 bps to 375 bps talk, according to a market source.

The company’s euro seven-year term loan B was decreased to €1 billion from €1.35 billion and pricing firmed at Euribor plus 400 bps, the high end of the Euribor plus 375 bps to 400 bps talk, the source said.

Also, the term loans saw the removal of one 25 bps step-down based on first-lien net leverage and a 25 bps step-down upon an initial public offering, leaving one 25 bps step-down at 3.75x first-lien net leverage, MFN and various baskets were revised, and J Crew, Chewy and Serta protections were added.

As before, the U.S. term loan has a 0.5% floor and an original issue discount of 99.5, the euro term loan has a 0% floor and a discount of 99.5, and both term loans (B1/B+) have 101 soft call protection for six months.

JPMorgan Chase Bank and Morgan Stanley Senior Funding Inc. are joint lead arrangers on the deal and bookrunners with BofA Securities Inc., Barclays, BNP Paribas Securities Corp., MUFG, Rabobank, Goldman Sachs, Credit Suisse and ING.

Hunter frees up

Recommitments for Hunter Douglas’ U.S. term loan were due at 11 a.m. ET on Wednesday and the debt began trading in the afternoon, with levels quoted at 99 5/8 bid, 99 7/8 offered, a trader added.

The term loans will be used to help fund the buyout of the company by 3G Capital for €175 per ordinary share, implying an enterprise value of about $7.1 billion. The Sonnenberg family will continue to hold a 25% interest in the company.

Closing is expected this quarter, subject to limited conditions.

Hunter Douglas is a Rotterdam, The Netherlands-based manufacturer of window coverings and architectural products.

WHP tweaked, trades

WHP Global finalized the original issue discount on its $450 million five-year senior secured covenant-lite term loan B (B2/B-) at 98, the wide end of the 98 to 99 talk, changed the call protection to a 101 hard call for one year from a 101 soft call for one year and made some revisions to documentation, a market source said.

Pricing on the term loan remained at SOFR plus 550 bps with a 0.5% floor.

Late in the day, the term loan B freed to trade, with levels quoted at 98¼ bid, 99 offered, a trader added.

Morgan Stanley Senior Funding Inc., Deutsche Bank Securities Inc. and Credit Suisse Securities (USA) LLC are leading the deal that will be used to refinance existing debt, add cash to the balance sheet, fund a distribution to shareholders and pay related fees and expenses.

Closing is expected in mid-February.

WHP is a New York-based brand acquisition and development platform that monetizes brands via an asset-lite licensing business model.

PlayAGS hits secondary

PlayAGS’ $575 million seven-year covenant-lite first-lien term loan broke for trading, with levels quoted at 99¼ bid, 99¾ offered, according to a trader.

Pricing on the term loan is SOFR+CSA plus 400 bps with a 0.75% floor and it was sold at an original issue discount of 99. The debt has 101 soft call protection for six months and CSA of 10 bps one-month rate, 15 bps three-month rate and 25 bps six-month rate.

The company’s $615 million of credit facilities (B2/B) also include a $40 million five-year revolver.

Jefferies LLC, Barclays, Credit Suisse Securities (USA) LLC, Macquarie Capital (USA) Inc. and Apollo are leading the deal that will be used with about $53 million of cash from the balance sheet to repay $614.8 million of term loans due 2024 and pay around $13 million of prepayment premiums, fees and expenses.

Pro forma for the transaction, total net leverage will be 4.4x based on fiscal year 2021 adjusted EBITDA of $122.7 million.

PlayAGS is a Las Vegas-based designer and supplier of diverse gaming products and services to the gaming industry.

Dodge reworked

Dodge Construction set pricing on its $455 million seven-year covenant-lite first-lien term loan (B2/B-) at SOFR plus 475 bps, the high end of the SOFR plus 450 bps to 475 bps talk, adjusted the original issue discount to 98.5 from 99 and extended the 101 soft call protection to one year from six months, according to a market source.

The company also firmed pricing on its $130 million eight-year covenant-lite second-lien term loan (Caa2/CCC) at SOFR plus 825 bps, the high end of the SOFR plus 800 bps to 825 bps talk, the source said.

Both term loans saw CSA changed to 10 bps one-month rate, 15 bps three-month rate and 25 bps six-month rate from just 10 bps, and pricing step-downs removed.

And, revisions were made to MFN, general debt basket, incremental, general restricted payments basket, unlimited restricted payments, EBITDA and excess cash flow step-downs, quarterly lender calls and J Crew/Serta/Chewy protection language were added, and asset sales step-downs, the automatic cure provision and the two-year time limit on EOD enforcement were removed.

As before, both term loans have a 0.5% floor, and the second-lien term loan has an original issue discount of 98.5 and call protection of 102 in year one and 101 in year two.

Dodge lead banks

Deutsche Bank Securities Inc., UBS Investment Bank, Wells Fargo Securities LLC, BMO Capital Markets and RBC Capital Markets are leading Dodge Construction’s first-lien term loan, with Deutsche the left lead. UBS and Deutsche are the bookrunners on the second-lien term loan, with UBS the left lead.

Recommitments were due at 4 p.m. ET on Wednesday, the source added.

The term loans will be used to help fund a recapitalization in connection with a significant new equity investment from Clearlake Capital Group LP.

At closing, Clearlake will be an equal partner with the company’s existing investor, Symphony Technology Group.

Dodge Construction is a Hamilton, N.J.-based data platform supporting the commercial construction industry.

Amentum revised

Amentum Holdings raised its incremental first-lien term loan due 2029 to $2.266 billion from $1.293 billion and cut pricing to SOFR plus 400 bps from SOFR plus 425 bps, according to a market source.

The term loan has 25 bps step-downs at 0.5x and 0.75x inside closing first-lien net leverage, a 0.5% floor, an original issue discount of 99.5 and 101 soft call protection for six months.

Recommitments were due at 5 p.m. ET on Wednesday, the source added.

JPMorgan Chase Bank is leading the deal that will be used with equity to fund the acquisition of PAE Inc. for $10.05 per share in a transaction valued at about $1.9 billion, including the assumption of debt and certain fees, and, as a result of the upsizing, to refinance a $973 million term loan B-2 due 2027.

Closing is expected this quarter, subject to PAE shareholder approval and regulatory approvals.

Amentum is a Germantown, Md.-based technical and engineering services partner supporting critical programs across defense, security, intelligence, energy and environment. PAE is a Falls Church, Va.-based provider of operational solutions and outsourced services to meet the needs of the U.S. and allied governments, international organizations and companies.

Safe Fleet guidance

Safe Fleet held its lender call on Wednesday morning and disclosed talk on its $595 million seven-year first-lien term loan (B2/B-) at SOFR+CSA plus 375 bps to 400 bps with a 0.5% floor, an original issue discount of 99.5 and 101 soft call protection for six months, a market source remarked.

CSA is 10 bps one-month rate, 15 bps three-month rate and 25 bps six-month rate.

Commitments are due on Feb. 17, the source added.

Goldman Sachs Bank USA, UBS Investment Bank and MUFG are leading the deal that will be used to refinance existing first-lien debt, fund an acquisition, and pay transaction fees and expenses.

Oak Hill is the sponsor.

Safe Fleet is a Belton, Mo.-based provider of safety and productivity products for fleet vehicles and first responders.

Press Ganey on deck

Press Ganey will hold a lender call at 2 p.m. ET on Thursday to launch a non-fungible $400 million incremental first-lien term loan due July 25, 2026, according to a market source.

The incremental term loan has 101 soft call protection for six months, the source said.

Barclays, Goldman Sachs Bank USA and BMO Capital Markets are leading the deal that will be used to help fund the acquisition of Forsta, a provider of insight and analytics software and services to enterprise customers and market research professionals.

Press Ganey is a provider of patient experience analytics and performance improvement solutions to health care organizations, delivered through a proprietary software suite.

Laureate readies deal

Laureate Education scheduled a lender call for 11 a.m. ET on Thursday to launch a $500 million term loan B, a market source said.

Goldman Sachs Bank USA is the left lead on the deal that will be used to fund a distribution to shareholders.

Laureate Education is a Miami-based provider of higher education programs and services.

Syniverse terminated

In other news, Syniverse Holdings Inc.’s recently priced $1 billion seven-year term loan (B2/B-) is being cancelled in conjunction with the termination of the company’s merger agreement with M3-Brigade Acquisition II Corp., a market source remarked.

The term loan had allocated on Jan. 31 at pricing of SOFR plus 425 bps with a 0.5% floor and an original issue discount of 99, after the spread firmed at the low end of the SOFR plus 425 bps to 450 bps talk.

Included in the term loan was 101 soft call protection for six months.

Barclays, Goldman Sachs Bank USA, Mizuho, BofA Securities Inc., Credit Suisse Securities (USA) LLC, Deutsche Bank Securities Inc., BNP Paribas Securities Corp. and Societe Generale led the term loan, which would have been used to refinance the company’s existing capital structure in connection with the merger.

A news release said that the merger was terminated because the rate of MBAC stockholder redemptions for the proposed transaction would have exceeded the minimum condition for closing as a result of the recent turbulence in capital markets and growth stocks.

Syniverse is a Tampa, Fla.-based technology provider of mission-critical mobile platforms for carriers and enterprises.

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